Memorandum and Articles of Association

Memorandum (the Memorandum) and articles of association (the Articles) are the key constitutional documents of all companies incorporated under the Companies Acts of England and Wales. In fact a Memorandum is a core component to the existence of a company. The definition of a company under Companies Act 1985 (CA 85) s 1(1) requires two or more people to sign up to a Memorandum before the company can become a legal entity. In short the Memorandum amongst other things sets out the purpose or objects of a company whereas the Articles set out how a company is to achieve those...